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Board of Directors

Work Session Minutes

The Board of Directors of the Denton County Transportation Authority convened the work session of the Board of Directors with Charles Emery, Chairman presiding at 1:31 p.m. on August 24, 2017 at 1955 Lakeway Drive, Suite 260, Lewisville, Texas 75057. A quorum was present.

Attendance

Small Cities Skip Kalb Connie White Large Cities Charles Emery, Lewisville, Chairman Paul Pomeroy, Highland Village,

Vice-Chair Dave Kovatch, Denton County At Large,

Treasurer Richard Huckaby, Denton, Secretary Tom Winterburn, Corinth Allen Harris, The Colony Josh Graham, Frisco Alternate Mark Miller, Flower Mound Denton County Unincorporated Don Hartman (arrived at 1:32) George Campbell Legal Counsel Pete Smith

DCTA Staff Jim Cline, President Anna Mosqueda, Chief Financial Officer Raymond Suarez, Chief Operating

Officer Kristina Brevard, Vice President

Planning and Development Nicole Recker, Vice President,

Marketing and Communications Other Attendees Marisa Perry, Controller Amanda Riddle, Budget Manager Athena Forrester, Senior Procurement

Manager Jim Owen, Citizen David Smith, Citizen

Chairman, Charles Emery, called the meeting to order and announced the presence of a quorum.

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1. Routine Briefing Items a. Staff Briefing on Monthly Financial Reports – Anna Mosqueda, Chief

Financial Officer reported on the following i. Financial Statements for June 2017 ii. Capital Projects Budget Report for June 2017 iii. Monthly Sales Tax Receipts iv. Quarterly Investment Report Q3 FY17 v. Current Procurement Activities vi. Quarterly Grants Update Q3 FY17

b. Marketing and Communications – Nicole Recker, Vice President Marketing

and Communications, reported on the following i. New Collateral Overview ii. Quarterly Marketing/Communications Metrics Report iii. Bike to Work Challenge Recap Report iv. FY17 Passenger Satisfaction Survey Results v. Awards Update

c. Strategic Planning and Development – Kristina Brevard, Vice President

Planning & Development, reported on the following i. Regional Planning Initiatives Update ii. Local Planning Update iii. Business Development and Partnerships Update

d. Capital Projects – Raymond Suarez, Chief Operating Officer, gave an update

on the following projects i. Flood Damage Repairs Update ii. Positive Train Control and Signal System Enhancements

e. Staff Briefing on Transit Operations Reports – Raymond Suarez, Chief

Operating Officer, gave an update on ridership i. Bus and Rail Operations

2. Items for Discussion – Raymond Suarez, Chief Operating Officer, lead a discussion

on the Proposed Service Changes a. Staff briefing on proposed service changes; Highland Village Community on

Demand and Connect Shuttle, UNT Shuttle changes in support of UNT’s Transportation Master Plan, and DCTA Route 7 and 8 modifications in support of UNT’s Transportation Master Plan

3. Committee Chair Report – Paul Pomeroy, Vice-Chairman, gave an update of the Program Services Committee activities from the August 15, 2017 meeting

a. Program Services Committee (08/15/2017) Paul Pomeroy, chair 4. Discussion of Regular Board Meeting Agenda Items (August 2017) – There was no

discussion on this item

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5. Convene Executive Session – The board did not meet in Executive Session

6. Discussion of Future Agenda Items – There was no discussion on this item

a. Board Member Requests

7. ADJOURN at 3:03 p.m. The minutes of the August 24, 2017 work session meeting of the Board of Directors were passed, and approved by a vote on this 28th day of September, 2017.

___________________________________ Charles Emery, Chairman

ATTEST _____________________________________ Richard Huckaby, Secretary

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Board of Directors

Board Meeting Minutes

The regular meeting of the Board of Directors of the Denton County Transportation at 3:13 p.m., August 24, 2017 at 1955 Lakeway Drive, Suite 260, Lewisville, Texas 75057. A quorum was present.

Attendance

Small Cities Skip Kalb Connie White Large Cities Charles Emery, Lewisville, Chairman Paul Pomeroy, Highland Village,

Vice-Chair Dave Kovatch, Denton County At Large,

Treasurer Richard Huckaby, Denton, Secretary Tom Winterburn, Corinth Allen Harris, The Colony Josh Graham, Frisco Alternate Mark Miller, Flower Mound Denton County Unincorporated Don Hartman (arrived at 1:32) George Campbell Legal Counsel Pete Smith

DCTA Staff Jim Cline, President Anna Mosqueda, Chief Financial Officer Raymond Suarez, Chief Operating

Officer Kristina Brevard, Vice President

Planning and Development Nicole Recker, Vice President,

Marketing and Communications Other Attendees Marisa Perry, Controller Amanda Riddle, Budget Manager Athena Forrester, Senior Procurement

Manager Jeremy Lewallen, Procurement

Coordinator Jim Owen, Citizen David Smith, Citizen

CALL TO ORDER –Chairman, Charles Emery, called the meeting to order and announced the presence of a quorum.

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PLEDGE OF ALLEGIANCE TO US AND TEXAS FLAGS – led by Connie White INVOCATION – led by Skip Kalb WELCOME AND INTRODUCTION OF VISITORS – Charles Emery, Chairman, welcomed Josh Graham, and Jim Cline, President, welcomes citizen, David Smith AGENCY AWARDS AND RECOGNITIONS – Jim Cline, President discussed the National Procumbent Institute (NIP) – Achievement of Excellence in Procurement awarded

1. CONSENT AGENDA a. Approval of Minutes for the Board Work Session and Regular Meeting on July

27, 2017 b. Acceptance of Financial Statements – July 2017 c. Approve and Authorize the President to Execute a Contract with Irving Holdings

for On-Call Taxi and Non-Emergency Transportation Services d. Rescind Award of Mobile Video Surveillance System

- Motion to approve the Consent Agenda items a - d was made by Allen Harris. The motion was seconded by Dave Kovatch. Motion passed unanimously.

2. REGULAR AGENDA

a. Presentation and Discussion of Proposed FY 2018 Capital and Operating Budget - Anna Mosqueda, Chief Financial Officer, and Amanda Riddle, Budget

Manager, discussed the FY 2018 Capital Operating Budget b. Conduct Public Hearing on Proposed FY 2018 Capital and Operating Budget

- Public Hearing was called to open at 3:58 pm - Jim Owen, 207 Teasley Lane, UNT Bus Driver, commented on the UNT

Contract special movements and a 20 percent bump, and proposed that DCTA allow customer/citizen comments to be made at every board meeting, not just once per year, in terms of transparency and being more proactive with the public.

- Public Hearing was closed at 4:02 pm

3. CONVENE EXECUTIVE SESSION – convened at 4:03 p.m. a. As Authorized by Section 551.072 of the Texas Government Code, the Regular

Board Meeting convened into Closed Executive Session for the Purpose of Deliberation regarding Real Property: Discuss acquisition of real property related to long range service plan within the cities of Denton, Lewisville, Highland Village, or A-train corridor. Subject matter of deliberation: Board received staff update on real estate potential acquisitions.

b. As Authorized by Section 551.074 of the Texas Government Code, the Regular Board Meeting convened into Closed Executive Session for the Purpose of Deliberation of Personnel Matters: Deliberation regarding DCTA President’s Annual Performance Review. Subject matter of deliberation: Board reviewed the President’s performance and discussed employment compensation.

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4. RECONVENE OPEN SESSION – reconvened at 4:49 p.m.

a. Reconvene and Take Necessary Action on Items Discussed during Executive Session

- Motion to increase Base Salary of DCTA President to $229,000 and authorize the Chairman to execute an appropriate amendment to the President’s Employment Agreement was made by George Campbell. Motion was seconded by Richard Huckaby. Motion passed unanimously.

5. CHAIR REPORT – Charles Emery, Chairman, gave updates on the following a. Discussion of Regional Transportation Issues b. Discussion Legislative Issues

- Regional - State - Federal

6. PRESIDENT’S REPORT – Jim Cline, President, provided information on the following

items a. Budget Transfers b. Regional Transportation Issues

7. REPORT ON ITEMS OF COMMUNITY INTEREST – there was none at this time

a. Pursuant to Texas Government Section 551.0415 the Board of Directors may report on following items: (1) expression of thanks, congratulations, or condolences; (2) information about holiday schedules; (3) recognition of individuals; (4) reminders about upcoming DCTA and Member City events; (5) information about community events; and (6) announcements involving imminent threat to public health and safety.

8. ADJOURN – Adjourned at 4:54 PM The minutes of the August 24, 2017 regular meeting of the Board of Directors were passed, and approved by a vote on this 28th day of September, 2017.

_____________________________________ Charles Emery, Chairman

ATTEST _____________________________________ Richard Huckaby, Secretary

RM 1(d)

dp

DCTA ..

RM 1 (e)

Board of Directors Memo September 28, 2017

Subject: 1 (e) Approve and Authorize the President to Execute Contracts with Jacob's Engineering and Lockwood, Andrews, & Newnam, Inc. for On-Call Architecture and Engineering Services

Background A request for qualifications was released on June 81h, 2017, on BidSync for On-Call Architecture and Engineering Services. Firms were invited to submit responses for general architecture and engineering services, environmental engineering services, railroad specific engineering services, or any combination of those categories. Services will be on an as-needed basis over the contract term.

One-hundred thirty eight (138) suppliers viewed the solicitation documents.

On July 14, 2017, OCTA received fourteen (14) responses to our request for qualifications: 1. Freese & Nichols (General A/E, Environmental)2. Corgan (General A/E)3. Eikon (General A/E)4. HNTB (General A/E, Rail)5. Huitt-Zollars (General A/E)6. Jacobs Engineering (General A/E, Environmental, Rail)7. LCA Environmental (Environmental)8. Lockwood, Andrews, & Newnam (General A/E, Rail)9. RailPros (Rail)10. Randall Scott Architects (General A/E)11. Signal South (Rail)12. TRC (General A/E, Environmental, Rail)13. Urban Engineers (General A/E, Environmental, Rail)14. VRX (Environmental)

Staff conducted reviews of the fourteen ( 14) responses and interviews with three (3) shortlisted firms. Staff recommends the award of the general architecture and engineering services and environmental services contract to Jacobs Engineering. Staff also recommends the award of the rail engineering services contract to Lockwood, Andrews, & Newnam (LAN).

Identified Need OCT A requires occasional on-call services for general building projects, environmental reviews and assessments and railroad specific services such as bridge inspections, guideway and station planning and design on a task order basis.

Financial Impact The initial contract will be for three (3) years with the option to extend for three (3) additional one (1) year terms. All contract work is task order based. Task orders will be negotiated and those exceeding $25,000 will be presented to the Board for approval. Eligible projects will be reimbursed with grant funds.

Recommendation Staff recommends the Board approve the award of on-call architecture and engineering services and authorize the President to xecute contracts with Jacobs Engineering and Lockwood, Andrews, & Newnam, Inc.

Submitted by: orr ter, CPPO, CPPB AVP of

Procurement

Final Review:

Approval:

DCTA ""

RM 1(f)

Board of Directors Memo September 28, 2017 Subject: 1 (f) Approve and Authorize the President to Execute a Contract with Capital Edge for Federal Legislative Consulting Services

Background A request for proposals was released on July 25, 2017, for services related to Federal Legislative Consulting Services. Firms were invited to submit proposals demonstrating experience in Federal Legislative Consulting Services and a demonstrated understanding and experience in dealing with transportation related legislative initiatives.

On August 23, 2017, two (2) proposals were received: 1. Capital Edge2. Squire Patton Boggs (US) LLP

Staff conducted reviews of the responses and recommends award of the contract to Capital Edge.

Identified Need OCTA needs continued federal legislative consulting services to serve as its representation in Washington, D.C. before the United States Congress and appropriate Federal agencies.

Financial Impact The new proposed contract will be $81,000 annually payable in monthly installments of $6,750. The contract term is two (2) years with the option to extend for three (3) additional one year terms. The fees are included in the operating budget.

Recommendation OCTA staff recommends the Board of Directors authorize the president to authorize and execute a contract with Capital Edge.

Submitted by:

Final Revie

Approval:

FY18 Budget Revenue RM 2(a) Exhibit A-1

Revenue Source

Passenger Revenues

Connect 545,526$ 560,511$ 336,929$ 560,511$

Frisco 6,051 - 3,183 4,831

Access 83,798 76,360 55,537 76,360

UNT - - 50,582 76,914

NCTC - - - -

McKinney - - - 5,010

North Texas Express - - 1,824 2,589

Total Passenger Revenues 635,375 636,871 448,056 726,215

Contract Services

Connect 57,000$ 49,000$ 8,000$ 57,000$

Frisco 226,472 242,084 120,041 320,169

UNT 2,643,389 2,686,482 2,213,797 2,636,704

UNT Fuel (Direct Pass Thru) 240,603 406,203 219,404 458,055

NCTC 196,110 198,790 131,994 212,575

NCTC Fuel (Direct Pass Thru) 20,082 67,428 14,015 72,670

McKinney - 175,000 - 344,990

Total Contract Services 3,383,656 3,824,987 2,707,251 4,102,163 -

Total 4,019,030$ 4,461,858$ 3,155,307$ 4,828,378$

Revenue Source

Rail Farebox 771,096$ 809,137$ 498,170$ 738,510$

Total 771,096$ 809,137$ 498,170$ 738,510$

Revenue Source

Interest Income 59,364$ 40,000$ 59,122$ 78,000$

Misc. Income/Fare Evasion 156,067 1,001,500 83,947 1,000

Sales Tax 24,658,546 25,624,601 17,384,613 26,649,585

Federal Operating Grants 5,056,450 6,657,172 2,652,011 5,410,737

Federal Capital Grants 5,530,798 9,096,305 3,814,900 7,666,528

State Operating Grants 73,596 - - -

State Capital Grants 238,832 1,541,533 - 2,114,696

Debt Issuance - - - -

Total 35,773,653$ 43,961,111$ 23,994,593$ 41,920,546$

TOTAL REVENUES 40,563,780$ 49,232,106$ 27,648,070$ 47,487,434$

FY16

Actuals

FY17

Revised Budget

Actuals as of May

31, 2017

Proposed

FY18 Budget

Bus Operations

FY16

Actuals

FY17

Revised Budget

Actuals as of May

31, 2017

Proposed

FY18 Budget

Rail Operations

FY16

Actuals

FY17

Revised Budget

Actuals as of May

31, 2017

Proposed

FY18 Budget

G&A

RM 2(a) Exhibit A-2

Description FY16 ActualsFY17 Original

BudgetFY17 Revised

BudgetActuals as of

May 31, 2017

FY18 Proposed Budget

$ Increase / (Decrease)

% Increase / (Decrease) Notes

**Comparison is between the FY17 Revised Budget and the FY18 Proposed Budget**

Revenue & Other Income

Passenger Revenues (Bus Farebox) 635,374 636,871 636,871 448,056 726,215 89,344 14%Majority of this increase is from the special movements billed to UNT ($76,914) based on actuals to date. These additional revenue hours were not included in the FY17 budget.

Passenger Revenues (Rail Farebox) 771,096 809,137 809,137 498,170 738,510 (70,627) -9% Decrease based on current ridership and revenues

Contract Service Revenue 3,383,656 3,649,987 3,824,987 2,707,251 4,102,163 277,176 7%

*NCTC: $19,027 due to estimated 5% increase (as permitted by contract) plus additional service days/revenue hours*Frisco: $78,085 increased to budget up to full contract amount*McKinney: $169,990 added additional revenue to budget to full contract amount

- Total Revenue & Other Income 4,790,126 5,095,995 5,270,995 3,653,478 5,566,888 295,893 6%

GENERAL & ADMINISTRATIVE

Salary, Wages and Benefits 2,359,054 3,093,757 3,093,757 1,867,486 3,703,635 609,878 20%Anticipated staffing plan to address core positions ($551k) - Includes Dir. Strategic Partnerships; Network Administrator and Bus Ops Business Managerpositions

Services 1,463,825 1,574,450 1,586,200 727,671 1,981,760 395,560 25%

Professional Services have increased due to the following Expanded Level Projects that have been included: *$25k - Archives & Records Management Strategic Plan; *$200k in Strategic Planning initiatives & consulting services *$100k - CyberSecurity (Phase I) to address the risks outlined by the cybersecurity assessment completed in FY17

Materials and Supplies 188,138 118,982 110,982 26,336 139,404 28,422 26% ELP for Wireless Replacements at DCTA Facilities $14,500 as well as more laptops in this replacement cycle compared to prior year

Utilities 18,633 27,600 27,600 11,966 28,800 1,200 4% Based on current year actualsInsurance, Casualties and Losses 12,665 13,598 13,598 8,720 13,938 340 3%Purchased Transportation Services 205,025 187,368 187,368 86,580 187,368 - 0%

Miscellaneous 145,056 312,560 308,810 100,135 299,218 (9,592) -3%Leases and Rentals 118,682 123,981 123,981 87,598 120,393 (3,588) -3%Depreciation 28,333 28,333 - 112,870 84,537 298% Based on current project schedules

Subtotal - G&A 4,511,079 5,480,630 5,480,630 2,916,492 6,587,386 1,106,756 20%

BUS SERVICES

Salary, Wages and Benefits 6,561,277 7,623,917 7,511,317 4,775,549 8,160,925 649,608 9%

*Assumes an 8% increase in health benefits and higher participation= $70,438 increase*Highland Village Service:

-HV Shuttle: 7,964 revenue hours = $212,874 increase -HV Community On-Demand: 4,231 revenue hours = $70,952 increase

*Denton COA: 14,489 revenue hours = $298,249 increase

Services 734,429 755,541 831,931 434,247 1,029,958 198,027 24%

*$32k additional for new security contract*Expanded Level Request for a more robust payroll system - $31k increase in service fees*Expanded Level Request for ReMix Fixed-Route Scheduling Software $50k*$71k increase for Swiftly ($60k) & RouteMatch ($11k) software.

Materials and Supplies 1,263,323 2,161,725 2,313,365 1,018,213 2,330,569 17,204 1%Fuel budgeted at $3.00/gallon

Utilities 149,200 164,620 164,620 77,607 142,320 (22,300) -14% Based on current year actuals

Insurance, Casualties and Losses 335,085 316,956 320,636 233,318 488,468 167,832 52%Due to an increase in fleet to 117 which includes additional 12 TAPS buses and 8 small vehicles purchased in FY17. Workers Comp also increased by 15% as a result of the FY17 re-rate based on increased number of employees and claims history

Purchased Transportation Services - - 155,000 2,416 334,341 179,341 116%*$60k increase for Frisco service*$120k increase to McKinney service based on a full-year of service

Miscellaneous 25,284 58,100 58,100 14,867 108,563 50,463 87% To address anticipated service requirements for NTX service ($55,367)Leases and Rentals 37,361 43,308 180,587 85,994 143,279 (37,308) -21% Anticipate returning 2 leased vehicles to FWTADepreciation 2,262,289 2,262,289 1,259,308 2,178,040 (84,249) -4%

Subtotal - Bus Services 9,105,959 13,386,456 13,797,845 7,901,520 14,916,464 1,118,619 8%

RAIL SERVICESSalary, Wages and Benefits 295,641 315,252 315,252 215,176 473,889 158,637 50% Anticipated staffing plan to address core positions ($150k) - Includes Director Railway SystemsServices 400,496 276,155 327,001 344,336 353,450 26,449 8% Increase of $19,200 for monthly Atmos Energy expenses (Facilities Maintenance)

Materials and Supplies 584,921 1,118,667 878,667 496,760 1,131,967 253,300 29%Fuel budgeted at $2.75/gallon (400,000 gallons for rail); Increase in fuel total as compared to FY17 Revised Budget due to the transfer of savings to Bus Parts for needed engine/transmission replacements

Utilities 237,063 289,044 289,044 140,833 289,044 - 0%Insurance, Casualties and Losses 502,230 523,640 1,205,260 791,228 1,224,376 19,116 2%Purchased Transportation Services 10,461,267 9,375,986 9,444,366 6,376,842 9,191,633 (252,733) -3% Based on FY18 rail contract & DART ILA

Miscellaneous 14,170 14,745 14,745 10,363 15,545 800 5%Leases and Rentals 2,207 2,208 2,208 1,472 2,208 - 0%Depreciation 8,049,118 8,049,118 5,397,604 8,388,963 339,845 4%

Subtotal - Rail Services 12,497,995 19,964,815 20,525,661 13,774,613 21,071,075 545,415 3%-

Total Operating Expenses 26,115,033 38,831,900 39,804,136 24,592,626 42,574,925 2,770,790 7%

Income Before Non-operating Revenue & Exp (21,324,907) (33,735,905) (34,533,141) (20,939,148) (37,008,037)

Non-Operating Revenues / (Expense)Investment Income 59,364 40,000 40,000 59,122 78,000 38,000 95%Non-Operating Revenues / (Expense) 156,067 1,500 1,001,500 83,948 1,000 (1,000,500) -100% FY17 Revised Budget included $1M for Valley Ridge Crossing reimbursement to be received from the city

Sales Tax Revenue 24,658,546 24,624,601 25,624,601 17,384,613 26,649,585 1,024,984 4% Assumes a 4% increase from FY17 Revised Budget

Federal Grants & Reimbursements 10,587,249 15,360,732 15,753,476 6,466,911 13,077,265 (2,676,211) -17%Majority of grants are directly related to capital projects and the corresponding timelines. In FY18 there is a reduction of $2.5M related to the PTC project schedule.

State Grants & Reimbursements 312,428 2,844,087 1,541,533 - 2,114,696 573,163 37% Includes FEMA, TxDOT funding for the Eagle Point Hike & Bike Trail

Long Term Debt Interest/Expense (1,156,229) (1,098,412) (1,098,412) (731,969) (1,008,084) 90,328 -8% Based on current debt scheduleTotal Non-Operating Revenue / (Expense) 34,617,424 41,772,508 42,862,698 23,262,624 40,912,462 (1,950,236) -5%

Change in Net Position 13,292,517 8,036,603 8,329,557 2,323,477 3,904,425

Net Position - Beginning of Year: 15,225,158

Net Position - End of Year: 19,129,583 Transfer to Capital Projects (15,633,998)

Net Position After Capital Project Transfer 3,495,585

Denton County Transportation AuthorityProposed Fiscal Year 2018 Budget

(Including Depreciation)RM 2 (a) Exhibit A-2

Capital Improvement Plan RM 2(a) Exhibit B

Project Name

Project

Number Project Budget

Project LTD

thru FY 2015

FY 2016

Actuals

FY 2017

Revised FY 2018 FY 2019 FY 2020

Anticipated

Project Total

(Thru 2020)

Bus Services

Bus Operations & Maintenance Facility 50301 11,497,555 11,329,265 75,626 6,751 11,411,642

Scheduling Software 50601 250,000 20,000 115,000 115,000 250,000

Transit Enhancements {2015-2016} 50204 165,000 4,601 137,432 22,967 165,000

Bus Fleet Cameras 50409 149,500 149,500 149,500

Fleet {2016} 50507 1,250,000 1,250,000 1,250,000

Fleet {2017} 50510 1,885,000 1,474,076 1,474,076

AVL Systems 50410 200,000 200,000 200,000

IOMF Fuel Tanks - Lewisville 50305 740,000 250,000 490,000 740,000

Denton COA Transit Enhancements 50205 58,500 58,500 58,500

Fleet {2018} NEW 3,003,580 3,003,580 3,003,580

*Future Fleet 2,400,000 2,500,000 4,900,000

*Fleet Farebox 600,000 600,000

Rail Services

Positive Train Control Preparation 61406 1,346,527 1,346,527 1,346,527

Positive Train Control Implementation 61406.1 16,720,141 6,594,741 7,486,472 2,638,928 16,720,141

Lewisville Bike Trail 61708 2,146,355 1,978,419 67,935 56,155 38,263 2,140,773

T. Mills Crew Facility 61209 310,000 32,528 37,176 240,296 310,000

Station Landscaping 61210 485,000 25,455 365,746 93,799 485,000

Rail Mobilization {2015} 61604 1,174,779 1,201,987 (27,208) 1,174,779

Rail Facility Flume Repair {2015 Flood} 61713.1 325,482 56,282 269,200 325,482

Grade Crossing Replacements {2015 Flood} 61713.2 2,157,760 62,706 2,095,054 2,157,760

Hebron Signal House {2015 Flood} 61713.3 122,000 98,627 23,373 122,000

Ballast Undercutting {2015 Flood} 61713.4 761,600 21,198 740,402 761,600

Pockrus Page {2015 Flood} 61713.5 623,000 34,260 294,370 294,370 623,000

Rail Capital Maintenance 61714 3,575,430 378,492 2,967,927 2,500,000 2,500,000 8,346,419

Trail Safety Improvements 61715 81,157 81,157 81,157

Lewisville Bike Trail - Eagle Point Section 61716 2,995,873 40,176 300,000 2,655,697 2,995,873

Valley Ridge Crossing 61717 1,000,000 1,000,000 1,000,000

Dispatch System 61408 150,000 150,000 150,000

Brownfield Remediation NEW 325,000 60,000 325,000 385,000

Rail Safety Improvements NEW 200,000 200,000 200,000 200,000 600,000

G&A

Data Analytics & Reporting 10601 200,000 200,000 200,000

Comprehensive Service Analysis 10602 420,222 76,210 119,695 224,317 420,222

Shortel Phone System 10402 88,610 75,107 13,503 88,610

Lewisville Facilities Study 10301 100,000 79,065 20,935 100,000

Safety & Security Assessment 10604 250,000 250,000 200,000 450,000

Infrastructure Acquisition 10302 3,900,000 2,900,000 1,000,000 3,900,000

Project Management / Document Control 10605 150,000 150,000 150,000 150,000 150,000 600,000

TOTAL 58,808,071$ 14,793,006$ 9,087,760$ 18,771,877$ 15,633,998$ 6,050,000$ 5,350,000$ 69,686,641$

TOTAL

OPERATING REVENUESAudited2016*

Revised2017

Proposed2018 2019 2020 2021 2022 2023 FY 2016 - FY 2023

Beginning Fund Balance: 25,789,446$ 21,958,790$ 15,225,158$ 12,455,457$ 11,920,278$ 12,840,648$ 14,200,308$ 16,222,538$

Bus Operating Revenue 4,019,030$ 4,461,858$ 4,828,378$ 4,958,705$ 5,166,144$ 5,304,846$ 5,447,545$ 5,594,361$ 39,780,866 Rail Operating Revenue 771,096 809,137 738,510 745,895 827,944 836,223 844,585 853,031 6,426,421 NON-OPERATING REVENUESSales Tax Revenue 24,658,546 25,624,601 26,649,585 27,715,568 28,824,191 29,977,159 31,176,245 32,423,295 227,049,191 Formula Grants (Operating) 4,826,472 2,603,496 5,177,112 5,765,515 6,241,517 5,336,096 4,981,394 4,420,959 39,352,562 Interest Income-Non RTRFI Funds 59,364 40,000 78,000 37,366 35,761 38,522 42,601 48,668 380,282 Misc. Revenue 156,067 1,001,500 1,000 1,500 1,500 1,500 1,500 1,500 1,166,067 Restricted RTRFI Interest Income - Total Revenues 34,490,575 34,540,592 37,472,585 39,224,550 41,097,057 41,494,346 42,493,870 43,341,814 314,155,389 OPERATING EXPENSES - Bus Operating Expense 9,105,959 11,535,556 12,738,424 13,081,396 13,537,944 14,005,762 14,513,753 15,017,862 103,536,656 Rail Operating Expense 12,497,995 12,476,543 12,682,112 13,618,323 13,914,380 14,388,516 14,749,011 15,158,333 109,485,213 G&A Operating Expense 4,511,079 5,452,296 6,474,517 6,595,367 6,589,992 6,818,044 7,058,317 7,304,508 50,804,120 NON-OPERATING EXPENSES - Non-Operating (Income) / Expense - Total Expenses 26,115,033 29,464,395 31,895,053 33,295,086 34,042,316 35,212,322 36,321,081 37,480,703 263,825,990 NET INCOME 8,375,542 5,076,197 5,577,532 5,929,465 7,054,741 6,282,024 6,172,789 5,861,110 50,329,400 CAPITAL OUTLAY - Bus Capital Expenditure 582,161 487,718 250,000 - - 1,319,879 Bus Fleet Replacement Expense 1,705,352 1,250,000 4,477,650 2,400,000 2,500,000 2,300,000 2,000,000 3,100,000 19,733,002 Professional Services / Technology Improvements 293,867 723,755 465,000 150,000 150,000 150,000 150,000 150,000 2,232,622 Stadler Fleet (Vehicles) 189,557 - - - - - - - 189,557 Right of Way - - 81,157 - - - - - 81,157 Rail Capital Expenditure (LV Hike & Bike) 108,112 356,155 2,693,960 - - - - - 3,158,226 Rail Capital Expenditure (Community Enhancements) - HV Parking Expansion - Rail Station Improvements 421,237 334,095 - - - 755,332 Rail MOW 34,914 - - 34,914 Rail MOE 464,869 - - 464,869 Single Car Operations / Shunt Enhancement (122,767) (122,767) Re-Railing Equipment - Rail Capital Maintenance 371,714 378,492 2,967,927 2,500,000 2,500,000 2,500,000 2,500,000 2,500,000 16,218,133 Disaster Recovery - 2015 Floods 273,738 3,422,398 294,370 - - 3,990,506 Rail Mobilization 1,201,987 122,792 - - - 1,324,779 Positive Train Control 6,594,741 7,486,472 2,638,928 16,720,141 Infrastructure Acquisition 2,900,000 1,000,000 3,900,000 Valley Ridge Crossing 1,000,000 1,000,000 Safety & Security - 250,000 250,000 Rail Safety Improvements 200,000 200,000 200,000 200,000 200,000 200,000 1,200,000

Approved Capital RequestsFleet Farebox Replacement 600,000 600,000 Brownfield Remediation 60,000 325,000 385,000 TSA Security (Phase I) 200,000 200,000 OMF Fuel Tanks (Additional) 240,000 240,000

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Total Capital Outlay 12,119,481 18,771,880 15,633,998 6,050,000 5,350,000 5,150,000 4,850,000 5,950,000 73,875,359 CAPITAL SOURCES - New Money (Debt Issuance) - RTRFI/RTC Funds 3,011,743 5,989,178 3,499,079 12,500,000 FEMA Reimbursements 303,574 2,293,801 233,625 2,831,000 Formula Grants (Capital) 2,757,887 1,422,485 6,282,145 2,350,341 1,994,998 3,023,498 3,503,748 4,192,248 25,527,350 Total Capital Sources 6,073,204 9,705,464 10,014,849 2,350,341 1,994,998 3,023,498 3,503,748 4,192,248 40,858,350 DEBT SERVICE2008 Issue (ST) Debt Service2009 Refunding (ST) Debt Service 3,593,387 1,713,687 1,717,600 1,714,697 1,715,209 1,713,925 1,715,845 1,715,771 15,600,121

2011 Contractual Obligations 1,572,842 1,029,725 1,010,484 1,050,287 1,064,160 1,081,937 1,088,462 1,104,048 9,001,945 #

Total Debt Service 5,166,229 2,743,412 2,728,084 2,764,984 2,779,369 2,795,862 2,804,307 2,819,819 24,602,066 Internal Debt Service Coverage: 1.62 1.85 2.04 2.14 2.54 2.25 2.20 2.08 Outstanding Bond Principal as of September 30th (End of Fiscal Year) 30,385,000$ 28,740,000$ 27,020,000$ 25,230,000$ 23,360,000$ 21,405,000$ 19,370,000$ 17,245,000$

Audit Adjustment (993,693)$ Ending Fund Balance: 21,958,790 15,225,158 12,455,457 11,920,278 12,840,648 14,200,308 16,222,538 17,506,077 Less Restricted RTRFI Interest Income - - - - - - - - Less Required Fund Balance (O&M Reserve Policy): 6,528,758 7,366,099 7,973,763 8,323,771 8,510,579 8,803,080 9,080,270 9,370,176 Less Sales Tax Stabilization Fund 739,756 768,738 799,488 831,467 864,726 899,315 935,287 972,699 Less Fuel Stabilization Fund 72,582 450,000 450,000 450,000 450,000 450,000 450,000 450,000 Less Capital/Infrastructure 3,961,050 2,000,000 2,000,000 2,000,000 2,000,000 3,000,000 5,000,000 6,000,000

Net Available Fund Balance 10,656,643 4,640,321 1,232,206 315,040 1,015,344 1,047,913 756,980 713,202

FY18 Proposed Budget RM 2(a) Exhibit C

Board of Directors RM 2(a) – Exhibit D

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DCTA Budget Contingency Plan FY2018

The fiscal year budget includes revenue streams based on historical trends and projections of future activity. The largest revenue stream is sales tax. A contingency plan is recommended should the budgeted increase in sales tax not materialize or, if there is a need for service enhancements not planned in the fiscal year budget and it is determined that sales tax revenue has increased sufficiently to support sustainable service. Section I: Sales Tax Revenue Shortfall The following precautionary actions will be initiated immediately if a sales tax revenue shortfall is anticipated: Initial Precautionary Action

• Freeze all new hire positions and vacant positions except with necessity review by the Budget Assessment Team.

• Identify any non-traditional revenue sources. • Re-justify all planned capital outlay over $10,000 to the Budget

Assessment Team prior to expenditures.

• Re-justify all vehicle replacement/purchase schedules to the Budget Assessment Team.

• Re-justify all travel related expenditures to the Budget Assessment Team.

• Re-justify expenditures related to the service and materials & supplies

category including, but not limited to: Technology Professional Services Consulting Fees

Initiate the following expenditure reductions and measures if a cumulative unanticipated shortfall in sales tax revenue is equal to: 2% Reduction ($532,992)

• Realized savings will not be transferred between categories. • Prohibit unbudgeted expenditures including supplies and maintenance

accounts.

Board of Directors RM 2(a) – Exhibit D

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• The Management Team will be required to review, monitor and control

planned expenditures greater than $5,000. • Supplemental appropriations will not be made from budgeted savings or

unappropriated fund balance.

• All carry forward requests will be carefully reviewed and approved by Finance.

• Any overtime must be pre-approved by department heads.

• Determination made and plan developed regarding utilization of sales tax

stabilization fund. Utilization of sales tax stabilization funds will require Board Approval prior to implementation.

3% Reduction ($799,488)

• Freeze all travel and training requests except with necessity review by the Budget Assessment Team.

• Reduce expenditures in operations and maintenance accounts in each

functional area. Amount of reduction to be determined by Budget Assessment Team.

• Freeze capital outlay except with necessity review by the Budget

Assessment Team.

• Indefinitely freeze all vacant positions except with necessity review by the Budget Assessment Team.

4% Reduction ($1,065,983)

• Will require Board policy decisions regarding service delivery and fund balance reserves.

• Re-evaluate any budgeted transfer to Capital Projects which is not a grant

match requirement.

• The Budget Assessment Team will review service level reductions, passenger fare increases, elimination of specific programs, and reduction in work force. This would require implementation of the Service Reduction Policy.

• Evaluate the 90-day Operating Fund Balance Reserve Policy and consider

options for fund balance utilization or utilization of other reserve funds. Board action will be required for utilization of reserve funds.

Board of Directors RM 2(a) – Exhibit D

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Section II: Sales Tax Revenue Sustainable Increase The following steps will be followed when it is determined that additional mid-year service level enhancements are necessary (above those already programmed in the annual budget) and sales tax revenue exceeds budget and prior year’s actual for at least 4 consecutive months and a determination is made that sales tax revenue increase is sufficient to support sustainable service levels. For planning purposes recommended service level increases will be less than/ or equal to the available sales tax stabilization fund. Increases in sales tax revenue may be utilized to fund:

• Direct service enhancements • System support • Capital Infrastructure and maintenance reserve

Recommended service levels enhancements will be evaluated and prioritized based on:

• System performance and, • Board adopted service standards and service plan

Service Level considerations are not limited to additional transit service hours but may include other agency or transit system support requirements. Service Level enhancement decisions will follow annual Decision Cycle framework Prior to implementation and adoption by Board, additional service level enhancements will be incorporated into long-range cash flow model to identify impact of current enhancement in future years Implementation of Service Level Enhancements will require Board action and revision of annual budget Section III: Federal Grant Funding Reduction The following precautionary actions will be initiated immediately if a federal grant reduction is anticipated: Capital Expenditures:

• Identify and evaluate other available funding sources • Evaluate scaling back the scope of the project to the allocated funds, if feasible • Freeze project pending review and discussion with Board of Directors.

Operating Funds:

• Follow the Sales Tax Revenue Shortfall Procedure